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SEC Filings

425
FIDELITY NATIONAL INFORMATION SERVICES, INC. filed this Form 425 on 05/13/2019
Entire Document
 


Period

   Leverage
Ratio
(must not exceed)
   Interest Coverage
Ratio
(must exceed)
December 31, 2018 to September 30, 2019    5.75 to 1.00    4.00 to 1.00
December 31, 2019 to September 30, 2020    5.00 to 1.00    4.00 to 1.00
December 31, 2020 and thereafter    4.25 to 1.00    4.00 to 1.00

As of December 31, 2018, we were in compliance with these covenants with a leverage ratio of 3.99 to 1.00 and an interest coverage ratio of 6.58 to 1.00.

Interest Rate Swaps and Caps

As of December 31, 2018, we have interest rate swaps and interest rate cap agreements that were designated as cash flow hedges of interest rate risk. The currently effective interest rate swaps and caps hedge $2.7 billion of our approximately $6.1 billion of variable rate debt outstanding as of December 31, 2018. The Company also has designated a portion of its Euro denominated debt and 100% of its GBP denominated debt as net investment hedges. See Note 9—Derivatives and Hedging Activities in the notes to our audited consolidated financial statements included in Exhibit 99.1 to this Current Report on Form 8-K for more information about the interest rate swaps and caps.

Tax Receivable Agreements

As of December 31, 2018, we are party to two TRAs in which we agree to make payments to various parties of 85% of the federal, state, local and foreign income tax benefits realized by us as a result of certain tax deductions. The outstanding balance as of December 31, 2018 was $663.9 million. See additional discussion in Note 8—Tax Receivable Agreements in the notes to our audited consolidated financial statements included in Exhibit 99.1 to this Current Report on Form 8-K.

Contractual Obligations

The following table summarizes our contractual obligations and commitments as of December 31, 2018 (in millions):

 

            Payments Due By Period  
     Total      Less than
1 year
     1 - 3 Years      3 - 5 Years      More than
5 Years
 

Operating leases

   $ 178.5      $ 27.8      $ 44.9      $ 34.6      $ 71.2  

Capital leases

     61.0        24.5        31.2        5.3        —    

Borrowings(1)

     9,176.9        1,021.4        1,058.8        4,213.8        2,882.9  

Purchase commitments(2)(3)

     374.5        207.5        117.4        36.8        12.8  

Obligations under TRAs(4)

     663.2        74.7        60.6        66.1        461.8  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $ 10,454.1      $ 1,355.9      $ 1,312.9      $ 4,356.6      $ 3,428.7  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

(1) 

Represents principal and variable interest payments due under our senior unsecured notes, senior secured credit facilities and the loan agreement for our corporate headquarters facility as of December 31, 2018. Interest payments are approximately as follows: $282.6 million for less than 1 year; $536.5 million for 1 - 3 years; $366.8 million for 3 - 5 years and $130.3 million for more than 5 years. Variable interest payments were calculated using interest rates as of December 31, 2018. The $520.1 million paydown in January 2019 of the remaining outstanding balance of our Term B-3 Loan, as discussed in Note 7—Long-term Debt in the notes to our audited consolidated financial statements included in Exhibit 99.1 to this Current Report on Form 8-K, has been reflected.

(2) 

Includes obligations related to software licenses, software maintenance support and telecommunication and network services.

 

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